Negotiations occurring over e-mail may, in certain circumstances, create a binding contract.  Two cases out of New York have held that where a meeting of the minds is evident through email correspondence, a contract can arise.

  • Naldi v. Grunberg:  Although the court ultimately determined there was no “meeting of the minds” of the parties and therefore no contract, the Supreme Court of New York, Appellate Division (which is an intermediate appellate court) stated that the terms “writing” and “subscribed” under the statute of frauds should be construed to include, records of electronic communication (such as e-mail) and electronic signatures (such as a name typed at the end of an e-mail).
  • Newmark & Co. Real Estate Inc. v. 2615 E. 17th St. Realty:  The Supreme Court of New York ruled that an e-mail under which the sending party’s name is typed can constitute a subscribed writing for purposes of satisfying the statute of frauds.

In reaching these decisions the Supreme Court of New York relied on the federal Electronic Signatures in Global and National Commerce Act (“ESIGN”) and a New York statute similar to the Uniform Electronic Transactions Act (“UTEA”), a version of which has been enacted in Colorado. 

Although Colorado courts have not yet interpreted ESIGN and Colorado’s adopted form of the UTEA yet, these cases are noteworthy because of their impact on interstate business transactions (and in particular transactions with parties in New York).  Further, Colorado’s version of the UTEA could provide a basis for similar rulings in Colorado.

For more information, please click here for full client alert.

Currently, amnesty programs through the Internal Revenue Service, State of Colorado, and City and County of Denver are providing taxpayers the opportunity to pay various overdue taxes with limited or no interest payments and no penalties.  A summary of the applicable taxes and relief provided under each program is as follows: 

  • The IRS is permitting eligible employers that have been improperly classifying employees as independent contractors to pay ten percent of the employment tax liability that would have been paid to the worker for the most recent tax year.  Upon payment, the IRS will forgive all accrued interest and penalties and will not undertake any employment tax audit regarding worker classification for such workers in prior years.
  • The State of Colorado is allowing individuals and businesses to pay taxes due on or prior to December 31, 2010 with one-half of the accrued interest and no penalties.  This program applies for all Colorado taxes except the International Fuel Tax Agreement, the Passenger Mile Tax, and the International Registration Program.
  • The City and County of Denver is permitting taxpayers to pay any sales, use, and occupational privilege taxes that were incurred on or before June 30, 2011 with one-half of the accrued interest and no penalties.

Each of these programs will, or is expected to, expire soon so taxpayers wishing to take advantage of the various benefits provided should act fast.  Additional information on these programs, including information on how to apply, may be found here.

CREW Denver‘s 12th Annual Women of Influence awards luncheon was held on Tuesday, 10/18/2011, at The Ritz-Carlton, in Denver. The theme of this year’s event was “Celebrating Women Making Projects Happen.” Alecia Huck, of Maverick & Company, was the event’s guest emcee, and CREW Network President Collete English Dixon was a special guest. Otten Johnson was the Diamond Sponsor, and First American Title Insurance Company was the Emerald Sponsor. The event was a big success with over 325 guests in attendance. This year, 12 projects were nominated for the Women of Influence award, with over 140 women on those project teams. 

 The nominated projects were:

• 1099 Osage Apartments
• Apartments at Yale Station
• DaVita Headquarters
• Denver Health Pavilion M
• Denver Museum of Nature and Science Education and Collections Facility
• Denver Union Station Transit Project
• IKEA Centennial
• Lakeside Center
• Metro State College of Denver Student Success Building
• South Academy Station
• Renaissance Denver Downtown/City Center Hotel by Marriott (f/k/a Colorado National Bank Building)
• The Denver Hospice   

IKEA Centennial won the 12th Annual Women of Influence award. Click here for a video about the project and the women on the team who made it happen.

 

Police Line.jpgIn October of 2009, the United States Department of Justice issued a memorandum (the “Ogden Memo”) stating that scarce federal resources should not be focused “on individuals whose actions are in clear and unambiguous compliance with existing state laws providing for the medical use of marijuana.” The Ogden Memo also emphasized the federal commitment to enforcing federal drug laws and that marijuana remained illegal, but it was widely perceived as marking a significant decrease in the risk of federal criminal prosecution of state-sanctioned medical marijuana activities. This perception was arguably the catalyst that sparked the rapid development of Colorado’s commercial medical marijuana industry, which started toward the end of 2009.

In reaction to the development of the industry, the State of Colorado has spent the last eighteen months developing and implementing the most comprehensive medical marijuana regulatory system in the country. Operating under this regime is quite onerous for the regulated businesses, but the extensive amount of oversight involved, as well as the resulting elimination of more “amateur” businesses, has also tended to increase the perceived legitimacy of the industry. In turn, the development and institutionalization of medical marijuana as a legitimate, regulated industry has had a significant impact on real estate in Colorado, perhaps most notably by creating new demand for warehouse and retail space.

However, largely in reaction to the increase in the scope of the commercial cultivation, sale and distribution of medical marijuana, the DOJ issued a new memorandum in June of this year. It stated that the Ogden Memo was intended to refer to sick individuals and the individuals who care for them, and not to commercial medical marijuana operations. As such, the new memorandum stated that persons “in the business of cultivating, selling or distributing marijuana, and those who knowingly facilitate such activities,” are in violation of federal criminal drug laws. Those who “knowingly facilitate such activities” could include, for example, landlords that lease property to persons engaged in these illegal activities. The new memorandum also made clear that these activities should not be considered “shielded” by the Ogden Memo, and are properly the subject of federal prosecution.

Thus far, the federal government’s hands-off approach in Colorado has not changed. However, the new policy makes explicit that the participants in Colorado’s medical marijuana industry face a very real risk of federal criminal prosecution. This includes those who “knowingly facilitate” the business of cultivating, selling or distributing marijuana. Especially given the recent federal pronouncement, it is important for property owners to understand and recognize the risks associated with their participation in the medical marijuana industry. Though federal authorities have not clamped down on Colorado’s medical marijuana industry to date, landlords of medical marijuana businesses could face federal criminal liability (for example, through “aiding and abetting” federal criminal statutes), and their properties could be subject to forfeiture.

Photo by Tony Webster (flickr)

Denver, and specifically The Spire, made the New York Times.  The article discusses parking requirements and the impact of parking requirements on development. As Denver’s light rail expansion and associated transit oriented developments continue, RTD, local governments and developers will no doubt continue to grapple with how best to address parking. Too little parking at a development, when other areas have plenty, can be a real deterrent for businesses to locate there because customers won’t want to deal with the hassle of finding a parking space.  Too much parking can be a financial drain on a project, both at the time of initial development in terms of development costs, and after completion in terms of operational costs.  In a city that has historically been car-dependent, trying to figure out the right parking equation for TODs may ultimately be a case of trial and error. As earlier reported, RTD has adopted a flexible policy with respect to parking at TODs.  We look forward to seeing this flexible policy put into practice.